Brian G. Robins - Oct 13, 2021 Form 3 Insider Report for Gitlab Inc. (GTLB)

Role
Chief Financial Officer
Signature
/s/ Robin Schulman, Attorney-in-Fact for Brian G. Robins
Stock symbol
GTLB
Transactions as of
Oct 13, 2021
Transactions value $
$0
Form type
3
Date filed
10/13/2021, 07:25 PM
Next filing
Jan 4, 2022

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding GTLB Class B Common Stock Oct 13, 2021 Class A Common Stock 400K $0.00 Direct F1
holding GTLB Class B Common Stock Oct 13, 2021 Class A Common Stock 100K $0.00 See footnote F1, F2
holding GTLB Stock Option (Right to buy Class B Common Stock) Oct 13, 2021 Class B Common Stock 708K $9.99 Direct F3
holding GTLB Stock Option (Right to buy Class B Common Stock) Oct 13, 2021 Class B Common Stock 100K $17.82 Direct F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each share of the Issuer's Class B common stock (the "Class B Stock") is convertible into one share of the Issuer's Class A common stock at any time and will convert automatically upon certain transfers and upon the earlier of (i) ten years from the date of the Issuer's initial public offering ("IPO"), (ii) the death or disability of the Reporting Person, (iii) the first date following the completion of the IPO on which the number of shares of outstanding Class B Stock (including shares of Class B Stock subject to outstanding stock options) is less than 5% of the aggregate number of shares of the Issuer's common stock then outstanding and (iv) the date specified by a vote of the holders of two-thirds of the then outstanding shares of Class B Stock.
F2 These securities are held by The Robins Family Trust.
F3 This award originally represented an option to purchase 1,207,505 shares, of which 500,000 options have been exercised. The option vested as to 25% of the total shares on September 9, 2021, and 1/48 of the total shares will vest monthly thereafter, subject to the Reporting Person's provision of service to the Issuer on each vesting date. The option contains an early-exercise provision and is exercisable as to unvested shares, subject to the Issuer's right of repurchase.
F4 The option will vest as to 25% of the total shares on March 18, 2023, and 1/48 of the total shares will vest monthly thereafter, subject to the Reporting Person's provision of service to the Issuer on each vesting date. The option contains an early-exercise provision and is exercisable as to unvested shares, subject to the Issuer's right of repurchase.

Remarks:

Exhibit 24.1 - Power of Attorney